AURORA, ON, Nov. 10, 2015 /PRNewswire/ - Magna International Inc. (TSX: MG, NYSE: MGA) today announced that the Toronto Stock Exchange ("TSX") had accepted its
Notice of Intention to Make a Normal Course Issuer Bid (the "Notice").
Pursuant to the Notice, Magna may purchase up to 40,000,000 Magna
Common Shares (the "Bid"), representing approximately 9.9% of its
public float. As at November 3, 2015 Magna had 404,380,164 issued and
outstanding Common Shares, including a public float of 401,988,149
Common Shares. During the previous 12 months, Magna has purchased
12,044,890 Common Shares (after giving effect to the two-for-one stock
split implemented by way of a stock dividend on March 25, 2015)
pursuant to a normal course issuer bid at a weighted average purchase
price of US$47.66per Common Share.
The primary purposes of the Bid are purchases for cancellation, as well
as purchases to fund Magna's stock-based compensation awards or
programs and/or Magna's obligations to its deferred profit sharing
plans. Magna may purchase its Common Shares, from time to time, if it
believes that the market price of its Common Shares is attractive and
that the purchase would be an appropriate use of corporate funds and in
the best interests of the Corporation.
The Bid will commence on November 13, 2015 and will terminate no later
than November 12, 2016. All purchases of Common Shares under the Bid
may be made on the TSX, at the market price at the time of purchase in
accordance with the rules and policies of the TSX or on the New York
Stock Exchange ("NYSE") in compliance with Rule 10b-18 under the U.S.
Securities Exchange Act of 1934. Purchases may also be made through
alternative trading systems in Canada and/or the United States or by
private agreement pursuant to an issuer bid exemption order issued by a
securities regulatory authority. Purchases made by way of such private
agreements under an issuer bid exemption order will be at a discount to
the prevailing market price. The rules and policies of the TSX contain
restrictions on the number of shares that can be purchased under the
Bid, based on the average daily trading volumes of the Common Shares on
the TSX. Similarly, the safe harbor conditions of Rule 10b-18 impose
certain limitations on the number of shares that can be purchased on
the NYSE per day. As a result of such restrictions, subject to certain
exceptions for block purchases, the maximum number of shares which can
be purchased per day during the Bid on the TSX is 259,621based on 25% of the average daily trading volume for the prior six
months (being 1,038,487 Common Shares on the TSX). Subject to certain
exceptions for block purchases, the maximum number of shares which can
be purchased per day on the NYSE will be 25% of the average daily
trading volume for the four calendar weeks preceding the date of
purchase. Subject to regulatory requirements, the actual number of
Common Shares purchased and the timing of such purchases, if any, will
be determined by Magna having regard to future price movements and
other factors. All purchases will be subject to Magna's normal trading
blackouts. Any purchases made during a blackout period will only be
made pursuant to a pre-defined automatic securities purchase plan.
ABOUT MAGNA
We are a leading global automotive supplier with 285 manufacturing
operations and 83 product development, engineering and sales centres in
29 countries. We have approximately 125,000 employees focused on
delivering superior value to our customers through innovative processes
and World Class Manufacturing. Our product capabilities include
producing body, chassis, exterior, seating, powertrain, electronic,
vision, closure and roof systems and modules, as well as complete
vehicle engineering and contract manufacturing. Our Common Shares trade
on the Toronto Stock Exchange (MG) and the New York Stock Exchange
(MGA). For further information about Magna, visit our website at www.magna.com.
FORWARD-LOOKING STATEMENTS
This press release may contain statements that, to the extent that they
are not recitations of historical fact, constitute "forward-looking
statements" within the meaning of applicable securities legislation,
including, but not limited to, future purchases of our Common Shares
under the Normal Course Issuer Bid or pursuant to private agreements
under an issuer bid exemption order issued by the Ontario Securities
Commission. Forward-looking statements may include financial and other
projections, as well as statements regarding our future plans,
objectives or economic performance, or the assumptions underlying any
of the foregoing. We use words such as "may", "would", "could",
"should" "will", "likely", "expect", "anticipate", "believe", "intend",
"plan", "forecast", "outlook", "project", "estimate" and similar
expressions suggesting future outcomes or events to identify
forward-looking statements. Any such forward-looking statements are
based on information currently available to us, and are based on
assumptions and analyses made by us in light of our experience and our
perception of historical trends, current conditions and expected future
developments, as well as other factors we believe are appropriate in
the circumstances. However, whether actual results and developments
will conform to our expectations and predictions is subject to a number
of risks, assumptions and uncertainties, many of which are beyond our
control, and the effects of which can be difficult to predict. These
risks, assumptions and uncertainties include, without limitation, the
impact of: economic or political conditions on consumer confidence,
consumer demand for vehicles and vehicle production; fluctuations in
relative currency values; legal claims and/or regulatory actions
against us; liquidity risks as a result of an unanticipated
deterioration of economic conditions; the unpredictability of, and
fluctuation in, the trading price of our Common Shares; changes in laws
and governmental regulations; and other factors set out in our Annual
Information Form filed with securities commissions in Canada and our
annual report on Form 40-F filed with the United States Securities and
Exchange Commission, and subsequent filings. In evaluating
forward-looking statements, we caution readers not to place undue
reliance on any forward-looking statements and readers should
specifically consider the various factors which could cause actual
events or results to differ materially from those indicated by such
forward-looking statements. Unless otherwise required by applicable
securities laws, we do not intend, nor do we undertake any obligation,
to update or revise any forward-looking statements to reflect
subsequent information, events, results or circumstances or otherwise.
SOURCE Magna International Inc.